The Kraft Heinz Company has amended and restated its corporate by-laws, effective July 22, 2026. The changes introduce more stringent procedural and disclosure requirements for stockholders submitting business proposals or director nominations, and update rules related to shareholder meetings and legal forums.
Key Details
- Enhanced Shareholder Disclosures: Stockholders making proposals or nominations must now provide additional information, including details on derivative instruments, short positions, hedging transactions, and other economic interests.
- Exclusive Legal Forum: The by-laws now designate U.S. federal district courts as the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act of 1933.
- Meeting Procedures: The amendments clarify the Board of Directors' authority to postpone, reschedule, or cancel shareholder meetings. The quorum requirement was also revised to a majority in voting power of the outstanding shares entitled to vote.